This User Agreement (“Agreement“) is entered between you (the “User” or “you“) and Passpack Inc. of 9055 South 1300 East, Suite 106, Sandy, UT 84094 (the “Passpack” or “we“), to govern your use of our online password management services, as described below, when you register to become an User at Passpack.com (the “Site“). You acknowledge and hereby agree with the following terms and conditions (the “Terms“):
Description of Service
Passpack offers an innovative internet-based service that uses highly secured cryptographic technologies to organize, manage, store and share confidential data and information. When you sign up for our Service, you will be prompted to create a password protected account (the “Account“) where you can enter and save confidential data and information on our servers (the “Entries“). There is no cost to become a registered User and have access to the Service. You will be assigned a user identification code (“User ID“) to access your Account. Entries are transmitted always and exclusively in encrypted form. The process of encrypting, decrypting and rendering Entries intelligible on receipt takes place on your own local computer, via browser, using a secret code only known to you (the “Packing Key“). As such, we can NEVER access nor decipher your Entries. We do not maintain a copy of your Packing Key and cannot recover it, nor can we recover your Entries, if any are lost.
User Representations and Limitations
By registering as a User, you agree to be subject to the following conditions and limitations on use, and also make the following representations:
- You will use the Service subject to the Terms and Conditions of Use that are currently published on our Site here;
- You will not use the Service to handle, in any way or form, any information concerning public health and safety or any type of data which loss, theft, destruction or inaccessibility, even if only temporary or partial, could cause injury, epidemic, disaster, death or destruction;
- You agree that you are only authorized to visit, view, and retain a copy of pages of this Site for your own personal use, and that you will not duplicate, download, publish, modify, or otherwise distribute the material on this Site for any commercial use, or for any purpose other than as described in the Terms;
- You will not use the Service to publish or transmit third party content, data or information which (A) are subject to copyright protection, unless such use or publishing is permitted under applicable copyright laws; (B) are obscene, blasphemous, defamatory, threatening, or against the public order, morality and binding regulations; (C) or contain trade and/or industrial secrets, infringe service marks or trademarks, patents, copyrights and software, or that, in general, breach confidentiality obligations or violate tangible or intellectual property rights of others;
- Where information published falls under the definition of press material or material for publication or has the nature of editorial product or is of advertising nature, the aforesaid information will be subject to the relevant regulation as a result, it is your sole responsibility to ensure the necessary compliance;
- You are the sole controller of any personal data collected through use of the Service, and it is your sole responsibility to ensure the necessary compliance and to adopt all security measures required under current and future legislation;
- You will abide to the laws of the United States or of your nation of residence, or the regulations, conventions, treaties and international agreements applicable to the subject matter.
You are solely responsible for maintaining and safeguarding access to your Account. Should you suspect your Account has been compromised, it is your sole responsibility to take immediate action to protect your Entries. Immediate action may include, without limitation, logging on your Passpack account and changing your User ID, password and Packing Key immediately, or contacting Passpack to report an incident.
An Account will be deemed inactive if there has been no successful login to the Account for a six-month period. Inactive Accounts will be deleted from our system without notice. Upon deletion of your Account, your stored Entries may be lost and may become permanently unrecoverable.
Ownership; Rights to Use
Except as expressly contemplated under this Agreement, Passpack owns all right, title and interest in and to all copyrights, trademarks, service marks, patents, trade secrets or other intellectual property and proprietary rights in and to the Site and Service, and in all media now known or later devised, to the fullest extent provided under the applicable law in any or all jurisdictions where the Service has been used. You shall not remove, conceal or alter any copyright notice, information, disclaimer, restriction or other notice on this Site or any portion thereof. You shall not use or permit any third party to use the name, trademarks, trade names, or trade dress of Passpack, including the word “Passpack,” without the prior written consent of Passpack, as determined in its sole discretion, for each such use.
Web Site Security
You are prohibited from violating or attempting to violate the security of this Site, including, without limitation, (i) accessing data not intended for you or logging into a server or account that you are not authorized to access; (ii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (iii) attempting to interfere with service to any user, host or network, including, without limitation, by way of submitting a virus to, or overloading, “flooding,” “spamming,” “mailbombing,” or “crashing” the Site; (iv) sending unsolicited email to any user of the Site, including promotions and/or advertising of products or services; or (v) forging any TCP/IP packet header or any part of the header information in any email or posting generated in connection with the Service. Violations of system or network security may result in civil or criminal liability. Passpack will investigate occurrences that may involve such violations, and it may involve and cooperate with law enforcement authorities in prosecuting users who are involved in such violations. Passpack will use commercially reasonable efforts not to disclose any information you communicate with, or post to, the Site, but reserves the right to disclose such information to the extent necessary to satisfy any applicable law, regulation, legal process or governmental request, and the right to remove any data in whole or in part.
Downloading Software from Passpack.com
In the event you need to download any software from this Site to use our Service (“Passpack Software“), you acknowledge and agree to the following terms (“License“):
- Any Passpack Software is licensed to you for limited use under the terms of this License and this Agreement, and is not sold, to you by Passpack.
- We reserve all rights not expressly granted to you;
- The rights granted herein are narrowly limited to Passpack and its licensors’ intellectual property rights in the Passpack Software and do not include any other patents or intellectual property rights;
- You own the media on which the Passpack Software is used, but Passpack and/or Passpack’s licensor(s) retain ownership of the Passpack Software itself. The terms of this License will govern any software upgrades provided by Passpack that replace and/or supplement the original Passpack Software product, unless such upgrade is accompanied by a separate license, in which case the terms of that license will govern;
- The License allows you to install and use the Passpack Software. You may not make the Passpack Software available over a network where it could be used by multiple computers at the same time. You may not make any copy of the Passpack Software except as and only to the extent expressly permitted in this License or by applicable law, and you may not copy, decompile, reverse-engineer, disassemble, modify, or create derivative works of the Passpack Software or any part thereof;
- THE PASSPACK SOFTWARE IS NOT INTENDED FOR USE IN THE OPERATION OF ANY EQUIPMENT OR OTHER SERVICE OR APPLICATION IN WHICH THE FAILURE OF THE SOFTWARE COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE;
- You may not rent, lease, lend, or sublicense the Passpack Software to anyone;
- You may not use or otherwise export or re-export the Passpack Software except as authorized by the laws of the jurisdiction in which the Passpack Software was obtained.
Encryption Law Compliance
We use strong encryption technology to deliver our Service; however, the use of strong encryption technology is illegal in some countries. This may mean that you cannot use our Service in certain countries. We are not responsible for providing you any advice or warning with respect to encryption law compliance matters. It is your sole responsibility to comply with any local encryption laws, and to accept any consequences for the violation of such laws. We reserve the right to suspend the Service immediately and without notice if we determine, in our sole judgment, that the Service is being used in violation of local regulations governing the use of cryptographic technologies (even though we have no responsibility to make such determination), and without prejudice to any appropriate action to recover losses which may be sustained.
PASSPACK DOES NOT PROMISE THAT THE SERVICE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT IT WILL PROVIDE SPECIFIC RESULTS FROM USE OF THE SERVICE OR ANY CONTENT, SEARCH, OR LINK ON IT. THE SERVICE, AND THE SITE CONTENT ARE DELIVERED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS. PASSPACK CANNOT ENSURE THAT FILES CONTAINED OR DOWNLOADED FROM THE SITE WILL BE FREE OF VIRUSES, CONTAMINATION, OR DESTRUCTIVE FEATURES. PASSPACK DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. PASSPACK WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THE SERVICE OR THE SITE, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, AND PUNITIVE AND CONSEQUENTIAL DAMAGES.
Passpack disclaims any and all liability for the acts, omissions, and conduct of any third-party users, Passpack users, advertisers, and/or sponsors on the Site, in connection with the Site, or otherwise related to your use of the Site and our Service. Passpack is not responsible for the products, services, actions, or failure to act of any third party in connection with or referenced on the Site. Without limiting the foregoing, you may report the misconduct of users and/or third-party advertisers or service and/or product providers referenced on or included in the Site to Passpack at email@example.com. Passpack may investigate the claim and take appropriate action, at its sole discretion.
LIMITATION ON LIABILITY
EXCEPT IN JURISDICTIONS WHERE SUCH PROVISIONS ARE RESTRICTED, IN NO EVENT WILL PASSPACK BE LIABLE TO YOU FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, EVEN IF PASSPACK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Assumption of Risk, Indemnity
By accessing our Site and using our Service, you acknowledge and agree that you are using our Service at your own risk. You further acknowledge that the availability of Service access and response time may vary due to, without limitation, network traffic condition, User system performance, third-party website system performance, Passpack system performance, and numerous other factors. You agree to indemnify and hold Passpack, its affiliates, officers, agents, and other partners and employees harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Site and our Service, including your use of the Site to provide a link to another site or to upload content or other information to the Site.
If you breach the terms of this Agreement, Passpack reserves the right to consider the contract rescinded without prejudice to the full right of recompense for the damage and of payment of the considerations for the Service provided. You agree that monetary damages may not provide a sufficient remedy to Passpack for violations of this Agreement, and you consent to injunctive or other equitable relief for such violations.
Consumer’s Right of Withdrawal
A User (as a natural person) entering into the present contract for purposes not connected with her professional activities is entitled to the right of withdrawal without penalty and without specific reasons, to be exercised by means of registered letter with delivery receipt, sent to Passpack Inc, 9055 South 1300 East, Suite 106 Sandy, UT 84094 (email: firstname.lastname@example.org) within ten working days of conclusion or of the information being communicated. In the absence of such communication, the right of withdrawal may be exercised up to three months after the date of conclusion of the contract. It is also possible for the withdrawal to be communicated, within the time limits referred to above, via telephone or e-mail, subject to confirmation via registered letter with delivery receipt within the following 48 hours. The right of withdrawal may not be exercised if the Service is activated in advance of the expiry dates specified under this paragraph. You give us explicit authorization to activate the Service in advance of the expiry dates specified above.
The waiver by Passpack of a breach or a violation of any provision of this Agreement shall not operate as or be construed to be a waiver of any subsequent breach or violation of any other provision of the Terms of this Agreement.
This Agreement shall be governed by the laws of the Deleware, without reference to any choice-of-law rules that would result in the application of the substantive law of any other jurisdiction. The parties agree that any disputes arising out of or relating to this Agreement shall be submitted to the courts having jurisdiction in Deleware, and the parties consent to the personal jurisdiction of such courts with respect to such disputes.
In any action incurred to enforce this Agreement or defend Service provided according to the Agreement, the prevailing party shall be entitled to reasonable attorney’s fees.
This Agreement may be amended, modified, or deleted at any time with or without notice to you at the sole discretion of Passpack. In the event there is a material change made to this Agreement, we will use commercially reasonable efforts to notify you of the change, provided that you have a workable email address in our system. Whether or not the change is material is within the sole discretion of Passpack.
You represent that you have carefully studied and considered each and every provision of this Agreement and hereby explicitly and specifically approve each such provision.
I HAVE READ, UNDERSTAND AND AGREE